Common use of Joint Election Clause in Contracts

Joint Election. As a condition of the Grantee’s participation in the Plan, the Grantee agrees to accept any liability for secondary Class 1 national insurance contributions which may be payable by the Company and/or the Employer in connection with the Option and any event giving rise to Tax-Related Items (the “Employer’s NICs”). Without limitation to the foregoing, the Grantee agrees to enter into a joint election with the Company (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents or elections required to accomplish the transfer of the Employer’s NICs to the Grantee. The Grantee further agrees to execute such other joint elections as may be required between the Grantee and any successor to the Company and/or the Employer. The Grantee further agrees that the Company and/or the Employer may collect the Employer’s NICs from him or her by any of the means set forth in Section 8 of the Agreement. If the Grantee does not complete the Joint Election prior to exercise of the Option, or if approval of the Joint Election is withdrawn by HMRC and a new Joint Election is not entered into, the Option shall become null and void and may not be exercised, without any liability to the Company or the Employer.

Joint Election. As a condition of the Grantee’s participation in the Plan, the Grantee agrees to accept any liability for secondary Class 1 national insurance contributions which may be payable by the Company and/or the Employer in connection with the Option RSUs and any event giving rise to Tax-Related Items (the “Employer’s NICs”). Without limitation to the foregoing, the Grantee agrees to enter into a joint election with the Company (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents or elections required to accomplish the transfer of the Employer’s NICs to the Grantee. The Grantee further agrees to execute such other joint elections as may be required between the Grantee and any successor to the Company and/or the Employer. The Grantee further agrees that the Company and/or the Employer may collect the Employer’s NICs from him or her by any of the means set forth in Section 8 6 of the Agreement. If the Grantee does not complete the Joint Election prior to exercise vesting of the OptionRSUs, or if approval of the Joint Election is withdrawn by HMRC and a new Joint Election is not entered into, the Option RSUs shall become null and void and may will not be exercisedvest, without any liability to the Company or the Employer.

Joint Election. As a condition of the Grantee’s participation in the Plan, the Grantee agrees to accept any liability for secondary Class 1 national insurance contributions which may be payable by the Company and/or the Employer in connection with the Option PSUs and any event giving rise to Tax-Related Items (the “Employer’s NICs”). Without limitation to the foregoing, the Grantee agrees to enter into a joint election with the Company (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents or elections required to accomplish the transfer of the Employer’s NICs to the Grantee. The Grantee further agrees to execute such other joint elections as may be required between the Grantee and any successor to the Company and/or the Employer. The Grantee further agrees that the Company and/or the Employer may collect the Employer’s NICs from him or her by any of the means set forth in Section 8 6 of the Agreement. If the Grantee does not complete the Joint Election prior to exercise vesting of the OptionPSUs, or if approval of the Joint Election is withdrawn by HMRC and a new Joint Election is not entered into, the Option PSUs shall become null and void and may will not be exercisedvest, without any liability to the Company or the Employer.

Joint Election. As a condition of the GranteeParticipant’s participation in the PlanPlan and the vesting of the Restricted Stock Units, the Grantee Participant agrees to accept any liability for secondary Class 1 national insurance National Insurance contributions (the “Employer’s Liability”) which may be payable by the Company and/or the Employer in connection with the Option Restricted Stock Units and any event giving rise to Tax-Related Items (the “Employer’s NICs”)Items. Without limitation to To accomplish the foregoing, the Grantee Participant agrees to enter into execute a joint election with the Company (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents consent or elections required to accomplish the transfer of the Employer’s NICs Liability to the GranteeParticipant. The Grantee Participant further agrees to execute such other joint elections as may be required between the Grantee Participant and any successor to the Company and/or the Employer. The Grantee If Participant does not enter into the Election when Participant accepts the Agreement or when otherwise requested by the Company and/or Employer, or if the Election is revoked at any time by HMRC, the Restricted Stock Units will cease vesting 6668698-v6\GESDMS and become null and void, and no shares of Stock will be acquired under the Plan, unless Participant agrees to pay an amount equal to the Employer’s Liability to the Company, the Employer and/or any subsidiary. Participant further agrees that the Company and/or the Employer may collect the Employer’s NICs from him or her Liability by any of the means set forth in Section 8 14 of the Agreement. If the Grantee does not complete the Joint Election prior to exercise of the Option, or if approval of the Joint Election is withdrawn by HMRC and a new Joint Election is not entered into, the Option shall become null and void and may not be exercised, without any liability to the Company or the Employer.

Joint Election. As a condition of the Grantee’s participation in the Plan, the Grantee agrees to accept any liability for secondary Class 1 national insurance contributions NICs which may be payable by the Company and/or the Employer in connection with the Option Award and any event giving rise to Tax-Related Items related to the Grantee’s participation in the Plan (the “Employer’s Employer NICs”). Without limitation prejudice to the foregoing, if requested to do so by the Employer or the Company, the Grantee agrees to enter into execute a joint election with the Company or the Employer, the form of such joint election having been approved formally by HMRC (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents required consent or elections required election to accomplish the transfer of the Employer’s Employer NICs to the Grantee. The Grantee further agrees to execute such other joint elections as may be required between the Grantee and any successor to the Company and/or or the Employer. The Grantee further agrees that the Company and/or or the Employer may collect the Employer’s Employer NICs from him or her by any of the means set forth in Section 8 7 of the Agreement. If If, having been requested to enter into a Joint Election by the Employer or the Company, the Grantee does not complete enter into the Joint Election prior to exercise of the Option, or if approval of the Joint Election is has been withdrawn by HMRC and a new Joint Election is not entered intoHMRC, the Option shall become null Company, in its sole discretion and void and may not be exercised, without any liability to the Company or the Employer, may choose not to issue or deliver any shares of Stock to the Grantee under the Plan.

Joint Election. As a condition of the GranteeParticipant’s participation in the Plan, the Grantee Participant agrees to accept any liability for secondary Class 1 national insurance contributions which may be payable by the Company and/or the Employer in connection with the Option and any event giving rise to Tax-Related Items (the “Employer’s NICs”). Without limitation to the foregoing, the Grantee Participant agrees to enter into a joint election with the Company (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents or elections required to accomplish the transfer of the Employer’s NICs to the GranteeParticipant. The Grantee Participant further agrees to execute such other joint elections as may be required between the Grantee Participant and any successor to the Company and/or the Employer. The Grantee Participant further agrees that the Company and/or the Employer may collect the Employer’s NICs from him or her by any of the means set forth in Plan or in Section 8 6 of the Option Agreement. If the Grantee Participant does not complete the enter into a Joint Election prior to exercise of the OptionElection, or if approval of the Joint Election is has been withdrawn by HMRC and a new Joint Election is not entered intoHMRC, the Option shall become null Company, in its sole discretion and void and may not be exercised, without any liability to the Company or the Employer, may choose not to issue or deliver any Shares to the Participant upon exercise of the Option.

Joint Election. As a condition of the Grantee’s participation in the Plan, the Grantee agrees to accept any liability for secondary Class 1 national insurance contributions NICs which may be payable by the Company and/or the Employer in connection with the Option Award and any event giving rise to Tax-Related Items related to the Grantee’s participation in the Plan (the “Employer’s Employer NICs”). Without limitation prejudice to the foregoing, if requested to do so by the Employer or the Company, the Grantee agrees to enter into execute a joint election with the Company or the Employer, the form of such joint election having been approved formally by HMRC (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents required consent or elections required election to accomplish the transfer of the Employer’s Employer NICs to the Grantee. The Grantee further agrees to execute such other joint elections as may be required between the Grantee and any successor to the Company and/or or the Employer. The Grantee further agrees that the Company and/or or the Employer may collect the Employer’s Employer NICs from him or her by any of the means set forth in Section 8 7 of the RSU Agreement. If If, having been requested to enter into a Joint Election by the Employer or the Company, the Grantee does not complete enter into the Joint Election prior to exercise of the Option, or if approval of the Joint Election is has been withdrawn by HMRC and a new Joint Election is not entered intoHMRC, the Option shall become null Company, in its sole discretion and void and may not be exercised, without any liability to the Company or the Employer, may choose not to issue or deliver any shares of Stock to the Grantee under the Plan.

Joint Election. As a condition of the Grantee’s your participation in the Plan, the Grantee agrees you agree to accept any liability for secondary Class 1 national insurance contributions (the “Employer’s Liability”) which may be payable by the Company and/or the Employer in connection with the Option Restricted Stock Units and any event giving rise to Tax-Related Items (the “Employer’s NICs”)Items. Without limitation prejudice to the foregoing, the Grantee agrees you agree to enter into execute a joint election with the Company (the “Joint Election”), the form of such Joint Election being formally approved by HMRCHMRC and attached hereto as Exhibit A, and to execute any other consents consent or elections required to accomplish the transfer of the Employer’s NICs Liability to the Granteeyou. The Grantee You further agrees agree to execute such other joint elections as may be required between the Grantee yourself and any successor to the Company and/or the Employer. The Grantee You further agrees agree that the Company and/or the Employer may collect the Employer’s NICs from him or her Liability by any of the means set forth in Section 8 10 of the Agreement. If the Grantee does you do not complete the enter into a Joint Election prior to exercise of the OptionElection, or if approval of the Joint Election is has been withdrawn by HMRC and a new or if such Joint Election is not entered intojointly revoked by you and the Company or the Employer, as applicable, the Option shall become null Company, in its sole discretion and void and may not be exercised, without any liability to the Company or the Employer, may choose not to issue or deliver any shares to you upon vesting of the Restricted Stock Units.

Joint Election. As a condition of the GranteeParticipant’s participation in the Plan, the Grantee Participant agrees to accept any liability for secondary Class 1 national insurance contributions which may be payable by the Company and/or the Employer in connection with the Option Restricted Stock Unit and any event giving rise to Tax-Related Items (the “Employer’s NICs”). Without limitation to the foregoing, the Grantee Participant agrees to enter into a joint election with the Company (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents or elections required to accomplish the transfer of the Employer’s NICs to the GranteeParticipant. The Grantee Participant further agrees to execute such other joint elections as may be required between the Grantee Participant and any successor to the Company and/or the Employer. The Grantee Participant further agrees that the Company and/or the Employer may collect the Employer’s NICs from him or her by any of the means set forth in Plan or in Section 8 3 of the Restricted Stock Unit Agreement. If the Grantee Participant does not complete the enter into a Joint Election prior to exercise of the OptionElection, or if approval of the Joint Election is has been withdrawn by HMRC and a new Joint Election is not entered intoHMRC, the Option shall become null Company, in its sole discretion and void and may not be exercised, without any liability to the Company or the Employer, may choose not to issue or deliver any Shares to the Participant upon vesting of the Restricted Stock Unit.

Joint Election. As a condition of the GranteeParticipant’s participation in the Plan, the Grantee Participant agrees to accept any liability for secondary Class 1 national insurance contributions which may be payable by the Company and/or the Employer in connection with the Option and any event giving rise to Tax-Related Items (the “Employer’s NICs”). Without limitation to the foregoing, the Grantee Participant agrees to enter into a joint election with the Company (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents or elections required to accomplish the transfer of the Employer’s NICs to the GranteeParticipant. The Grantee Participant further agrees to execute such other joint elections as may be required between the Grantee Participant and any successor to the Company and/or the Employer. The Grantee Participant further agrees that the Company and/or the Employer may collect the Employer’s NICs from him or her by any of the means set forth in Plan or in Section 8 6 of the Option Agreement. If the Grantee Participant does not complete the enter into a Joint Election prior to exercise of the OptionElection, or if approval of the Joint Election is has been withdrawn by HMRC and a new Joint Election is not entered intoHMRC, the Option shall become null Company, in its sole discretion and void and may not be exercised, without any liability to the Company or the Employer., may choose not to issue or deliver any Shares to the Participant upon exercise of the Option. 6-Aug-2015 (Executive)